Initial Company Conversion Price definition

Initial Company Conversion Price means, as of any date of determination, that price which shall be the lower of (i) the applicable Conversion Price and (ii) that price computed as 90% of the arithmetic average of the five (5) lowest Weighted Average Prices of the Common Stock during the ten (10) consecutive Trading Day period ending on the second (2nd) Trading Day immediately prior to the Installment Date (such period, the "Initial Company Conversion Measuring Period"). All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction that proportionately decreases or increases the Common Stock during such Initial Company Conversion Measuring Period.
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Initial Company Conversion Price means, as of any date of determination, that price which shall be the lower of (i) the then applicable Conversion Price and (ii) that price computed as 90% of the Market Price determined as of the applicable Company Installment Notice Date. All such determinations to be appropriately adjusted for any stock dividend, stock split, stock combination, reclassification or similar transaction that proportionately decreases or increases the Common Stock during such applicable Initial Company Conversion Measuring Period.
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Initial Company Conversion Price means, as of any date of determination, that price which shall be the lower of (i) the applicable Conversion Price and (ii) the price computed as 92.5% of the arithmetic average of the Weighted Average Price of the Common Shares on the Principal Market or NASDAQ during each of the five (5) consecutive Trading Days ending on the Trading Day immediately prior to the Installment Date (such period, the “Initial Company Measuring Period”); provided, however, that if the Initial Company Conversion Price as calculated pursuant to the foregoing shall yield a price that is less than $1.00, then the Initial Company Conversion Price shall be computed as 90% of the arithmetic average of the Weighted Average Price of the Common Shares on the Principal Market or NASDAQ during the Initial Company Measuring Period.
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Examples of Initial Company Conversion Price in a sentence

  • If the Company fails to redeem the Company Redemption Amount on the applicable Installment Date by payment of the Company Installment Redemption Price on such date, then at the option of the Holder designated in writing to the Company (any such designation shall be deemed a “Conversion Notice” pursuant to Section 2(d)), the Holder may require the Company to convert all or any part of the Company Redemption Amount at 75% of the Initial Company Conversion Price as of the Installment Date.


More Definitions of Initial Company Conversion Price

Initial Company Conversion Price means, with respect to any Installment Pre-Payment Date or other applicable date of determination, that price which shall be the lower of (i) the then applicable Conversion Price and (ii) the Market Price as in effect on the applicable Installment Pre-Payment Date or other applicable date of determination.
Sample 1
Initial Company Conversion Price means, as of any date of determination, that price which shall be the lower of (i) the applicable Conversion Price and (ii) the price computed as 95% of the arithmetic average of the Weighted Average Price of the Common Shares during each of the five (5) consecutive Trading Days ending on the fourth (4th) Trading Day immediately prior to the Installment Date (such period, the "Initial Company Measuring Period"); provided, however, that if such arithmetic average of the Weighted Average Price during the Initial Company Measuring Period shall yield a price that is less than $1.00, then the Initial Company Conversion Price shall be computed as 90% of the arithmetic average of the Weighted Average Price of the Common Shares during the Initial Company Measuring Period (the "Unadjusted Initial Company Conversion Price"). Notwithstanding the foregoing, in the event that as a result of the application of the Exchange Cap, the Company is unable to issue Common Shares on an Installment Date using the Initial Company Conversion Price as calculated pursuant to the foregoing sentence to determine the number of Common Shares to be issued to the Holder as payment of any Company Conversion Amount on any Installment Date, then the Initial Company Conversion Price shall be the price equal to the arithmetic average of the Weighted Average Price of the Common Shares during each of the five (5) consecutive Trading Days ending on the fourth (4th) Trading Day immediately prior to the applicable Installment Date.
Sample 1
Initial Company Conversion Price means, as of any date of determination, that price which shall be the lower of (i) the then applicable Conversion Price and (ii) (x) if the Market Price on the date of determination is below $1.00, that price computed as 85% of the Market Price as of the applicable Company Installment Notice Date and (y) otherwise, that price computed as 90% of the Market Price as of the applicable Company Installment Notice Date. All such determinations to be appropriately adjusted for any stock dividend, stock split, stock combination, reclassification or similar transaction that proportionately decreases or increases the Common Stock during the applicable measuring period (although for the avoidance of doubt, the $1.00 price set forth above shall not be so adjusted).
Sample 1
Initial Company Conversion Price means, as of any date of determination, that price which shall be the lower of (i) the applicable Conversion Price and (ii) the price computed as 82.5% of the arithmetic average of the Weighted Average Price of the Common Stock during each of the fifteen (15) consecutive Trading Days ending on the Trading Day immediately prior to the Installment Date (such period, the "INITIAL COMPANY MEASURING PERIOD"); provided, however, that such arithmetic average of the Weighted Average Price of the Common Stock shall not be greater than the arithmetic average of the Weighted Average Price of the Common Stock during the first three (3) or last three (3) Trading Days of such Initial Company Conversion Measuring Period. Notwithstanding the foregoing, in the event that as a result of the application of the Exchange Cap, the Company is unable to issue shares of Common Stock on an
Sample 1
Initial Company Conversion Price means, as of any date of determination, that price which shall be the lower of (i) the applicable Conversion Price and (ii) that price computed as 95% of the quotient of (I) the sum of the Weighted Average Price of the Common Shares on each of the ten (10) consecutive Trading Days ending and including the second (2nd) Trading Day prior to the Installment Date, divided by (II) ten (10) (such period, the “Initial Company Conversion Measuring Period”). All such determinations to be appropriately adjusted for any share dividend, share split, share combination, reclassification or similar transaction that proportionately decreases or increases the Common Shares during such Initial Company Conversion Measuring Period.
Sample 1

Related to Initial Company Conversion Price

  • Company Conversion Price means, the lower of (i) the applicable Conversion Price and (ii) that price which shall be computed as ninety five percent (95%) of the lowest Volume Weighted Average Price of the Common Stock during the fifteen (15) consecutive Trading Days immediately preceding the applicable Installment Date. All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction.

  • Initial Conversion Price has the meaning specified in Section 13.01.

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.

  • Base Conversion Price shall have the meaning set forth in Section 5(b).

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Series A Conversion Price shall initially be equal to $0.71. Such initial Series A Conversion Price, and the rate at which shares of Series A Preferred Stock may be converted into shares of Common Stock, shall be subject to adjustment as provided below.

  • Interest Conversion Price means, with respect to any Interest Date, that price which shall be computed as 100.0% of the arithmetic average of the Weighted Average Price of the Common Stock on each of the ten (10) consecutive Trading Days immediately preceding the applicable Interest Date (each, an “Interest Measuring Period”). All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction during such period.

  • Applicable Conversion Price means the Conversion Price in effect at any given time.

  • Default Conversion Price shall have the meaning set forth in Section 4(b).

  • Variable Conversion Price means the lesser of (i) the Conversion Price or (ii) 25% multiplied by the Market Price (as defined herein) (representing a discount rate of 75%). “Market Price” means the average of the lowest three (3) Trading Prices (as defined below) for the Common Stock during the ten (10) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. “Trading Price” means, for any security as of any date, the closing bid price on the Over-the-Counter Market, or applicable trading market (the “OTCQB”) as reported by a reliable reporting service (“Reporting Service”) designated by the Holder (i.e. Bloomberg) or, if the OTCQB is not the principal trading market for such security, the closing bid price of such security on the principal securities exchange or trading market where such security is listed or traded or, if no closing bid price of such security is available in any of the foregoing manners, the average of the closing bid prices of any market makers for such security that are listed in the “pink sheets” by the National Quotation Bureau, Inc. If the Trading Price cannot be calculated for such security on such date in the manner provided above, the Trading Price shall be the fair market value as mutually determined by the Borrower and the holders of a majority in interest of the Notes being converted for which the calculation of the Trading Price is required in order to determine the Conversion Price of such Notes. “Trading Day” shall mean any day on which the Common Stock is tradable for any period on the OTCQB, or on the principal securities exchange or other securities market on which the Common Stock is then being traded, provided, however, that at no time, notwithstanding the occurrence of an Event of Default, may the Conversion Price be less than par value of Common Stock.

  • Series A Conversion Rate means, as adjusted pursuant to Section 5.8(b)(vi)(E), the number of Common Units issuable upon the conversion of each Series A Preferred Unit, which shall be the quotient of (a) the sum of (i) the Series A Issue Price, plus (ii) any Series A Unpaid Distributions on the applicable Series A Preferred Unit, plus (iii) only for purposes of the definition of “Series A COC Conversion Rate,” any Series A Partial Period Distributions on the applicable Series A Preferred Unit, divided by (b) the Series A Issue Price.

  • Forced Conversion Amount means the sum of (i) 100% of the aggregate Stated Value then outstanding, (ii) accrued but unpaid dividends and (iii) all liquidated damages and other amounts due in respect of the Series B Preferred Stock.

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

  • Automatic Conversion Date has the meaning set forth in Section 7(c).

  • Forced Conversion Date shall have the meaning set forth in Section 6(d).

  • Mandatory Conversion Date has the meaning set forth in Section 7(a).

  • Company Convertible Notes means the convertible notes issued by the Company pursuant to the convertible note purchase agreement by and among the Company, PA Grand Opportunity Limited and other investors named therein dated June 6, 2016, as amended on June 13, 2016.

  • Applicable Conversion Rate means the Conversion Rate in effect at any given time.

  • Final Conversion Date means 5:00 p.m. in New York City, New York on the earlier to occur following the IPO of (i) the first Trading Day falling on or after the date on which the outstanding shares of Class B Common Stock represent less than ten percent (10%) of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock, (ii) the tenth (10th) anniversary of the IPO or (iii) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.

  • Make-Whole Fundamental Change Conversion Period has the following meaning:

  • Conversion Amount means the sum of the Stated Value at issue.

  • Interest Conversion Rate means the lesser of (a) the Conversion Price or (b) 90% of the lesser of (i) the average of the VWAPs for the 20 consecutive Trading Days ending on the Trading Day that is immediately prior to the applicable Interest Payment Date or (ii) the average of the VWAPs for the 20 consecutive Trading Days ending on the Trading Day that is immediately prior to the date the applicable Interest Conversion Shares are issued and delivered if such delivery is after the Interest Payment Date.

  • Final Preference Share Redemption Date means the date that falls twenty Business Days following the Valuation Date on which the Calculation Agent has determined the Final Preference Share Redemption Amount or, if earlier, the first Auto-Call Valuation Date on which an Auto-Call Trigger Event has occurred.

  • Optional Conversion Date means, with respect to the Optional Conversion of any Convertible Preferred Stock, the first Business Day on which the requirements set forth in Section 10(d)(ii) for such conversion are satisfied.

  • Automatic Conversion means the irrevocable and automatic release of all of the Company’s obligations under the Securities (other than the CSO Obligations, if any) in consideration of the Company’s issuance of the Conversion Shares at the Conversion Price to the Conversion Shares Depository (on behalf of the Holders and Beneficial Owners of the Securities) or to the relevant recipient of such Conversion Shares, all in accordance with the terms of the Securities.